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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-QSB

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 31, 2008

OR

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

RESOURCE GROUP, INC.(Exact Name of Registrant as Specified in its Charter)

|Delaware                                       | 80-0154562         
|---------------------------------------------- | -------------------
|(State of other jurisdiction of                | (I.R.S. Employer   
|incorporation or organization)                 | Identification No.)
|                                               |                    
|600
      Parker Road, Fairfield California    | 94533              
|(Address of Principal
      Executive Offices) | (Zip Code)         

707 208-6368(Registrant's Telephone
Number, including Area Code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:None

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: Common Stock, par value $.001 per share

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
("Exchange Act") during the past 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [   ]  
No [X ]

Check if there is no disclosure of delinquent filers pursuant to
Item 405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [X]

Indicate by check mark whether the registrant is a shell
company, as defined in Rule 12b-2 of the Exchange Act. Yes [  
]   No [X]

State issuer's revenues for its most recent fiscal year: Nil

Transitional Small Business Disclosure Format (check one): Yes
[   ]   No [X]

Common Shares outstanding as of February 29,
2008:          3,600,000

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PART I - FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

Resource Group Inc. (A Exploration Stage Company)
Financial Statements with Report of Independent Registered Public
Accounting Firm May 31, 2008

|                                                | Page           
|----------------------------------------------- | ---------------
|                                                |                
|Financial Statements:                           |                
|                                                |                
|Interim
      Balance Sheet                     | F-3            
|                                                |                
|Interim
      Statement of Operations           | F-4            
|                                                |                
|Interim
      Statement of Cash Flow            | F-5            
|                                                |                
|Interim
      Statement of Stockholders Equity | F-6            
|                                                |                
|Notes
      to Financial Statements             | F-7
      to F8

F-1

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Resource Group, Inc (An Exploration Stage Company)
Balance Sheet

|                                                     | May         |   | February     |  
|---------------------------------------------------- | ----------- | - | ------------ | -
|                                                     | 31, 2008    |   | 29, 2008     |  
|                                                     | (Unaudited) |   | (See Note 1) |  
|                                                     | $           |   | $            |  
|ASSETS                                               |             |   |              |  
|                                                     |             |   |              |  
|Current Assets                                       |             |   |              |  
|Cash                                                 | 18,478      |   | 97,098       |  
|                                                     |             |   |              |  
|Total Current Assets                                 | 18,478      |   | 97,098       |  
|Other Assets                                         |             |   |              |  
|Mining Claims  at cost (Note 4)                     | 25,253      |   | 25,253       |  
|                                                     |             |   |              |  
|Total Other Assets                                   | 25,253      |   | 25,253       |  
|                                                     |             |   |              |  
|Total Assets                                         | 43,731      |   | 122,351      |  
|                                                     |             |   |              |  
|LIABILITIES & STOCKHOLDERS EQUITY                    |             |   |              |  
|Current                                              |             |   |              |  
|Accounts Payable                                     | 1,186       |   | -            |  
|Loans Payable Related Parties (Note 5)               | 29,356      |   | 77,852       |  
|Total Liabilities                                    | 30,543      |   | 77,852       |  
|                                                     |             |   |              |  
|STOCKHOLDERS EQUITY                                 |             |   |              |  
|                                                     |             |   |              |  
|Capital Stock                                        |             |   |              |  
|Authorized:                                          |             |   |              |  
|50,000,000 common shares, par value $0.001 per share |             |   |              |  
|Issued and outstanding:                              |             |   |              |  
|3,600,000 common shares                              | 3,600       |   | 3,600        |  
|                                                     |             |   |              |  
|Additional paid-in capital                           | 59,400      |   | 59,400       |  
|                                                     |             |   |              |  
|Deficit Accumulated During the Exploration Stage     | (49,812     | ) | (18,501      | )
|Total Shareholders Equity                           | 13,188      |   | 44,499       |  
|                                                     |             |   |              |  
|Total Liabilities and Stockholders Equity           | 43,731      |   | 122,351      |  

The accompanying notes are an integral part of these Financial
Statements

F-2

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Resource Group, Inc (An Exploration Stage Company)
Interim Statement of Operations

|                                                           |               |   |               |  | Cumulative amounts     |  
|---------------------------------------------------------- | ------------- | - | ------------- |  | ---------------------- | -
|                                                           | Three Month   |   | Three Month   |  | from Date of           |  
|                                                           | Period ending |   | Period ending |  | Incorporation April 2, |  
|                                                           | May 31, 2008  |   | May 31, 2007  |  | 2007 to May 31, 2008   |  
|                                                           |               |   | (No Activity) |  |                        |  
|                                                           | $             |   | $             |  | $                      |  
|Revenue                                                    | -             |   |               |  | -                      |  
|                                                           |               |   |               |  |                        |  
|Expenses                                                   |               |   |               |  |                        |  
|Organizational costs                                       | -             |   |               |  | 5,000                  |  
|Office and Administration                                  | 923           |   |               |  | 3572                   |  
|Legal and Consulting Fees                                  | 24,000        |   |               |  | 34,000                 |  
|Audit Fees                                                 | 3,500         |   |               |  | 3,500                  |  
|Filing Fees                                                | 1,883         |   |               |  | 1,883                  |  
|                                                           | 30,306        |   |               |  | 47,955                 |  
|                                                           |               |   |               |  |                        |  
|Net Loss from Operations                                   | 30,306        |   |               |  | 47,955                 |  
|                                                           |               |   |               |  |                        |  
|Other Income                                               |               |   |               |  |                        |  
|Interest Income                                            | 1,005         |   |               |  | 1,857                  |  
|Other Expense                                              |               |   |               |  |                        |  
|Interest                                                   | -             |   |               |  | -                      |  
|Provision for Income Tax                                   | -             |   |               |  | -                      |  
|                                                           |               |   |               |  |                        |  
|Net Loss For The Period                                    | (31,311       | ) |               |  | (49,812                | )
|                                                           |               |   |               |  |                        |  
|Basic And Diluted Loss Per
      Common Share              |               |   |               |  | (0.001                 | )
|                                                           | (0.001        | ) |               |  |                        |  
|Weighted Average Number of
      Common Shares Outstanding | 3,600,000     |   |               |  | 3,600,000              |  

The accompanying notes are an integral part of these Financial
Statements

F-3

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Resource Group, Inc (An Exploration Stage Company)
Interim Statement of Cash Flows

|                                                               | Three Month   |   | Three Month   |  | Cumulative amounts from |  
|-------------------------------------------------------------- | ------------- | - | ------------- |  | ----------------------- | -
|                                                               | Period ending |   | Period ending |  | Date of Incorporation   |  
|                                                               | May 31, 2008  |   | May 31, 2007  |  | April 2, 2007 to        |  
|                                                               |               |   | (No Activity) |  | May 31, 2008            |  
|Operating Activities                                           | $             |   | $             |  | $                       |  
|                                                               |               |   |               |  |                         |  
|Net Income (Loss)                                              | (31,311       | ) |               |  | (49,812                 | )
|Less: Net Income (Loss) from Discontinued Operations           |               |   |               |  |                         |  
|Net Income (Loss) from Continued Operations                    | (31,311       | ) |               |  | (49,812                 | )
|Adjustments To Reconcile Net Loss To Net Cash                  |               |   |               |  |                         |  
|Provided by
      Operations                                   |               |   |               |  | -                       |  
|Stock Issued for services                                      |               |   |               |  | -                       |  
|Gain on
      settlement of debt                               |               |   |               |  | -                       |  
|Change in Assets and Liabilities                               |               |   |               |  |                         |  
|(Increase)
      decrease in accounts receivable               |               |   |               |  | -                       |  
|(Increase) decrease in deposits                                |               |   |               |  | -                       |  
|Increase
      (decrease) in accounts payable                  | 1,186         |   |               |  | 1,186                   |  
|Increase (decrease) in accrued expenses                        |               |   |               |  | -                       |  
|Net Cash Provided (Used) by Continuing Operating Activities    | (30,125       | ) |               |  | (48,626                 | )
|Investing Activities                                           |               |   |               |  |                         |  
|Cash paid for Mining Property                                  |               |   |               |  | (25,253                 | )
|Net
      Cash Provided (Used) by Investing Activities         |               |   |               |  | (25,253                 | )
|Financing Activities                                           |               |   |               |  |                         |  
|Cash provided (Used) for notes payable
      - related parties | (48,495       | ) |               |  | 29,356                  |  
|Cash Received from issuance of stock                           |               |   |               |  | 63,000                  |  
|Net
      Cash Provided (Used) by Financing Activities         | (48,495       | ) |               |  | 92,356                  |  
|Increase (Decrease) in Cash
      from Continuing Operations   | (78,620       | ) |               |  | 73,879                  |  
|Cash
      and Cash Equivalents at Beginning of Period         | 97,098        |   |               |  | -                       |  
|Cash and Cash Equivalents at End of Period                     | 18,478        |   |               |  | 18,478                  |  
|Supplemental Information                                       |               |   |               |  |                         |  
|Cash Paid For:                                                 |               |   |               |  |                         |  
|Interest                                                       | 1,005         |   |               |  | 1,857                   |  
|Income Taxes                                                   | -             |   |               |  | -                       |  

The accompanying notes are an integral part of these Financial
Statements

F-4

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Resource Group, Inc. (An Exploration Stage Company)
Statement of Stockholders Equity May 31, 2008

DeficitCapital
        Stock
      
      AccumulatedAdditional
      
      During thePaid-In
      
      ExplorationShares
      
      Amount
      
      Capital
      
      Stage
      
      Total$
      
      $
      
      $
      
      $Balance Forward
      0
      
      
      
      
      
      
      
      0December 2007Shares issued for cash at $0.001
      3,000,000
      
      3,000
      
      -
      
      
      
      3,000February 2008Shares issued for cash at $0.10
      600,000
      
      600
      
      59,600
      
      
      
      60,0003,600,000
      
      3,600
      
      59,600
      
      
      
      63,000Deficit for Period
      
      
      
      
      
      
      (18,501
      )
      (18,501
      )Balance,February 29, 2008
      3,600,000
      
      3,600
      
      59,600
      
      (18,501
      )
      44,499Deficit for Period
      
      
      
      
      
      
      (31,311
      )
      (31,311
      )BalanceMay 31, 2008
      3,600,000
      
      3,600
      
      59,600
      
      49,812
      
      13,311


The accompanying notes are an integral part of these Financial
Statements

F-5

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Resource Group, Inc. (An Exploration Stage Company)
Notes To Financial StatementsMay 31, 2008

NOTE 1 BASIS OF PRESENTATION

While the information presented in the accompanying interim
financial statements is unaudited, it includes all adjustments, which are, in
the opinion of Resource Group Incs (the Company) management, necessary to
present fairly the financial position, results of operations and cash flows in
the interim periods presented. Except as disclosed below, these interim
financial statements follow the same accounting policies and methods of their
application as the Companys audited February 29, 2008 annual financial
statements. It is suggested that these interim financial statements be read in
conjunction with the Companys February 29, 2008 audited financial statements.

The information as of February 29, 2008 is taken from the
audited financial statements of this date.

NOTE 2 SIGNIFICANT ACCOUNTING POLICIES

Concentrations

Financial instruments that potentially subject the Company to
concentrations of credit risk consist principally of cash and cash equivalents.
At May 31, 2008, the Company had $18,496.55 in U.S. funds in deposit in a
business bank account, which are not insured by agencies of the U.S. Government.

NOTE 3 BASIS OF PRESENTATION  GOING CONCERN

The accompanying financial statements have been prepared in
conformity with generally accepted accounting principles (GAAP) in the United
States of America, which contemplates the Companys continuation as a going
concern. However, the Company has minimal business operations to date and losses
of approximately $49,812. These matters raise substantial doubt about its
ability to continue as a going concern. In view of these matters, realization of
certain of the assets in the accompanying balance sheet is dependent upon its
ability to meet its financing requirements, raise additional capital, and the
success of its future operations. The Company acquired operating capital through
equity offerings to the public and through the sale of notes to related parties,
to fund its business plan. There is no assurance that the funds received will be
sufficient to assure the Companys eventual profitability. Management believes
that actions planned and presently being taken to revise its operating and
financial requirements provide the opportunity for it to continue as a going
concern. The financial statements do not include any adjustments that might
result from these uncertainties.

NOTE 4 INCOME TAXES

The Company is subject to U.S. federal income taxes. It had
losses to date, and therefore, has paid no income tax.

Deferred income taxes arise from temporary timing differences
in the recognition of income and expenses for financial reporting and tax
purposes. The Companys deferred tax assets consist entirely of the benefit from
net operating loss (NOL) carry-forwards. Its deferred tax assets are offset by
a valuation allowance due to the uncertainty of the realization of the NOL
carry-forwards. NOL carry-forwards may be further limited by a change in Company
ownership and other provisions of the tax laws.

F-6

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NOTE 4 INCOME TAXES (continued)

The deferred tax assets, valuation allowance and change in
valuation allowance are as follows:

Changes in andEstimated NOL
    
    NOL
    Benefit from
    Valuation
    Net TaxPeriod Ending
    Carry-forward
    Estimated
    Expires
    NOL
    Allowance
    BenefitTaxFebruary 29, 2008
    $18,501
    
    2028
    $2,775
    ($2,775)
    May 31, 2008
    $31,311
    
    2028
    $4,997
    ($4,997)
    


Income taxes at the statutory rate are reconciled to the
Companys actual income taxes as follows:

|Income tax benefit at statutory rate
      resulting from NOL carry-forwards | (15%)
|---------------------------------------------------------------------------- | -----
|Deferred income tax valuation allowance                                      | 15%  
|Actual tax rate                                                              | 0%   

NOTE 5 SUBSEQUENT EVENTS

On July 23, 2008 the Company received confirmation from FINRA
that the Companys 15C211 had been cleared for an unpriced quotation on the OTC
Bulletin Board and the Pink Sheets. The trading Symbol is RSOG.

F-7

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION

Resource Group, Inc (referred to herein as we, us, our
and similar terms) was incorporated on April 2, 2007, in the State of Delaware.
Our principal executive offices are located at 600 Parker Road, Fairfield,
California 94533. Our telephone number is 707 422 0443. We are an exploration
stage Company with no revenues and has a limited operating history. Our fiscal
year end is February.

Management's Discussion and Analysis of Financial Condition
and Results of Operations

Year ended February 29, 2008

We spent most of 2007 in the organization of the Company and
Company set-up. No activities or operation occurred until December of 2007

In January 2008 we acquired a Molybdenum-Gold mining property
located at Strohn Creek, further described as the Meziadin Lake Project, which
is located approximately 35 kilometres east of Stewart, British Columbia. We
have acquired one hundred percent (100%) of the property from the previous owner
for a cash payment of US$25,252, (CAN $25,000). The purchase price included the
cost of the geological report.

In February 2008 we completed an offering of 600,000 common
shares of the Companys stock at $0.10 per shares pursuant to an exemption
provided under Section 4(2) of the Securities Act of 1933.

During January and February 2008, the Company proceeded
drafting of a S-1 Registration Statement.

First Quarter March 1, 2008 to May 31, 2008

No mining exploration activities were planned nor conducted
during this fiscal period. Our exploration plan calls for commencement of the
first phase of the exploration plan in June 2008, although due to our geologist
not being available, we have schedule Phase I to commence in late August.

As of the date of this 10QSB filing, we have not had any
revenues, have not begun operations and we have one mining property asset and
cash. Our Company has no employees at the present time with the general
administration being performed at no cost by our President and Director James P.
Geiskopf and our Treasurer Ken Greenlaw. We do not expect to commence earning
revenues for the foreseeable future.

The Company owns a Molybdenum-Gold mining property The property
is comprised of 2 claims, British Columbia Mines and Resources tenure numbers
551606 and 551608 covering approximately 613.5 hectares (1,516 Acres). The claim
extends from just west of the confluence of Surprise Creek and Strohn Creek for
approximately 2 kilometres east-west and 3 kilometres north-south. A geologist
was engaged by the Company to prepare a Geological Report. This report was
completed January 4, 2008 in general accordance with the requirements of
National Instrument 43-101 Standards for Disclosure for Mineral Projects.

During this quarter we concentrated our activities on corporate
structuring which included primarily, the preparing of an S-1 registration
Statement and preparation for filing a 15C211 with FINRA to obtain a trading
symbol on the OTC- Bulletin Board and Pink Sheets.

We believe our existing cash balances are sufficient to carry
our normal operations for the next three (3) months. Our short and long-term
survival is dependent on funding from sales of securities as necessary or from
shareholder loans, and thus, to the extent that we require additional funds to
support our operations or the expansion of our business, we may attempt to sell
additional equity shares or issue debt. Any sale of additional equity securities
will result in dilution to our stockholders. There can be no assurance that
additional financing, if required, will be available to us or on acceptable
terms.

During the past quarter, the Board of Director has reviewed
various opportunities that would bring additional value to the Company and in
this regard has concentrated its efforts toward the acquisition of additional
resource properties in both base and precious mineral and the oil and gas
sector. Due to the significant increase in both base and precious mineral
values, the Board believes that there should be additional efforts placed on
locating a property or lease and a qualified expert or experts to assist in the
evaluation.

---

Analysis of Financial Condition and Results of Operations

The Company had no activities during the comparable period
ended May 31, 2007

We recognized no revenue in during the three months ending May
31, 2008.

For the three months ended May 31, 2008, our operating expenses
were $30,306 compared to nil during the three months ended May 31, 2007. The
increase of $30,306 was due to an increase in our operational activities over
the prior period. Operating expenses during the three months ended May 31, 2008
consisted of legal and consulting fees $24,000 for writing the S-I Registration
Statement, audit fees in the amount of $3,500, filing fees of 1,883 and office
and administration fees of $922..

During the three months ended May 31, 2008, we recognized a net
loss from operations of $30,306 compared to a net loss of nil for the three
months ended May 31, 2007. The increased loss of $30,306 was due to
administrative activities, corporate structuring, preparing the S-1 registration
Statement and preparation for filing a 15C211 with FINRA to obtain a trading
symbol for the Company.

At May 31, 2008, we had working capital of $18,478 compared to
working capital of $97,098 at February 29, 2008. At May 31, 2008 our total
assets consisted of cash $18,478, and capital assets of $25,253. This compares
with total assets at February 29, 2008 consisting of cash of $97,098, and
capital assets of $25,253.

At May 31, 2008, our total current liabilities amounting to
$29,356, consisting of accounts payable of $1,186 and related party loans of
$29,356, compared to total liabilities at February 29, 2008 amounting to
$77,852, all due to related parties.

Cash on hand is currently our only source of liquidity. We do
not have any lending arrangements in place with banking or financial
institutions and we do not anticipate that we will be able to secure these
funding arrangements in the near future.

Our short and long-term survival is dependent on additional
related party loans, which at this time no arrangements are in place, and/or
funding from sales of securities, as necessary.

Off-Balance Sheet Arrangements

We currently do not have any off-balance sheet arrangements.

ITEM 3CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we
conducted an evaluation, under the supervision and with the participation of our
chief executive officer and chief financial officer, of our disclosure controls
and procedures (as defined in Rule 13a-15(e) of the Exchange Act). Based upon
this evaluation, our chief executive officer and chief financial officer
concluded that our disclosure controls and procedures are effective to ensure
that information required to be disclosed by us in the reports that we file or
submit under the Exchange Act is recorded, processed, summarized and reported,
within the time periods specified in the Security and Exchange Commission's
rules and forms.

There has been no change in our internal control over financial
reporting during the current quarter that has materially affected, or is
reasonably likely to materially affect, our internal control over financial
reporting.

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PART II  OTHER INFORMATION

ITEM 1. LEGALPROCEEDINGS

None.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS

On May 27, 2008 our Registration Statement on Form S-1,
commission file number 333-150463, became effective and qualified under Rule
144, 600,000 shares of the Companys common sold in accordance with the
requirements of Section 4(2) offering under the Securities Act of 1933, as
amended and Rule 506 promulgated thereunder. The offering was fully subscribed
by February 25, 2008 raising a total of $60,000. There were no underwriters for
this offering.

The following table notes the use of proceeds for actual
expenses incurred for our account from February 25, 2008 to May 31, 2008

|                       |  | Amount of direct or indirect payments to   |  |                             
|---------------------- |  | ------------------------------------------ |  | ----------------------------
|                       |  | directors, officers, general partners, 10% |  | Amount of direct or indirect
|Expenses               |  | shareholders or affiliates of the Issuer   |  | payments to others          
|                       |  |                                            |  |                             
|Legal and Consulting   |  | $ 0                                        |  | $ 24,000                    
|Accounting             |  | 0                                          |  | 3,500                       
|Office and filing fees |  | 0                                          |  | 2,806                       
|Debt repayment         |  | 0                                          |  | 29,993                      
|                       |  |                                            |  |                             
|                       |  | $ 0                                        |  | $
      60,000              

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

Pursuant to Rule 601 of Regulation S-B, the following exhibits
are included herein or incorporated by reference.

---

|Exhibit |                                                                       
|------- | ----------------------------------------------------------------------
|Number  | Description                                                           
|        |                                                                       
|3.1     | Articles of Incorporation*                                            
|        |                                                                       
|3.3     | By-laws*                                                              
|        |                                                                       
|31.1    | CERTIFICATION OF CEO
      PURSUANT TO 18 U.S.C. ss. 1350, SECTION 302
|        |                                                                       
|31.2    | CERTIFICATION OF CFO
      PURSUANT TO 18 U.S.C. ss. 1350, SECTION 302
|        |                                                                       
|32.1    | CERTIFICATION PURSUANT
      TO 18 U.S.C. ss. 1350, SECTION 906       
|        |                                                                       
|32.2    | CERTIFICATION PURSUANT
      TO 18 U.S.C. ss. 1350, SECTION 906       

* Incorporated by reference to our Form S-1 Registration
Statement, file number 333-450463, filed on May 27, 2008.

---

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized, on this
19thday of August 2008.

Resource Group, Inc

Date: August 19, 2008

By: /s/ James P Geiskopf

Name: James P Geiskopf

Title: President/Chief Executive Officer and Director

Date: August 19, 2008



By: /s/ Ken Greenlaw

Name: Ken Greenlaw

Title: Secretary, Treasurer, Chief Financial Officer, Principal
Financial Officer and Director



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